Medtronic (MDT) CEO Martha Geoffrey Receives Awards; Withholds 15,810 Shares

What Happened

• Martha Geoffrey, Medtronic’s Chairman & CEO, had 15,810 shares withheld to cover taxes when restricted stock units vested (disposed) on 2026-07-31, generating proceeds of $1,350,016 (15,810 @ $85.39).
• On 2026-08-03 she was awarded multiple equity grants reported as acquisitions at $0: 41,533 shares (non-derivative RSUs) and three derivative awards totaling 672, - 103,831; 295,002; and 273,150 — a combined 713,516 shares shown as grants/contingent awards. These awards are compensatory and/or performance-based (no cash purchase).

Key Details

• Transactions and filing: tax withholding on 2026-07-31; awards granted on 2026-08-03; Form 4 filed 2026-08-04 (timely).
• Sale/Withholding: 15,810 shares withheld @ $85.39 = $1,350,016 (code F: tax withholding).
• Awards: 41,533 shares @ $0 (RSUs); derivative awards of 103,831; 295,002; 273,150 shares @ $0 (performance/other equity awards).
• Shares owned after these transactions: not provided in this summary — see the full Form 4 for the reporter’s total holdings.
• Relevant footnotes from the filing:
  • F1: the 15,810 shares were withheld to satisfy tax obligations upon RSU vesting.
  • F2: filing notes 980 shares acquired via dividend reinvestment since the last report.
  • F3: some RSUs vest 100% on the third anniversary of grant.
  • F4: each PSU is a contingent right to receive one share of Medtronic common stock.
  • F5/F6: certain PSUs have performance conditions satisfied on April 27, 2029; payout may vary (target 103,831 shares; max 249,194; could be 0 if minimums not met).
  • F7: the filing also references options that vest 25% per year beginning on the first anniversary (no option exercise reported here).
• Filing timeliness: Form was filed within the SEC’s 2-business-day window for these dates.

Context

• The 15,810-share disposal was a routine tax-withholding event tied to RSU vesting, not an open-market sell indicating a change in outlook.
• The awards reported at $0 are compensation/long-term incentive grants (including performance share units) whose final value depends on vesting schedules and performance metrics — they are not the same as an outright purchase by the insider.
• For investors: purchases are generally viewed as stronger signals than withholding or grant filings. These entries primarily reflect executive compensation mechanics rather than a direct trade implying immediate bullish or bearish sentiment.